M&A - Hewlett Packard Enterprise Co

Form Type: 8-K

Filing Date: 2025-07-02

Corporate Action: Merger

Type: New

Accession Number: 000114036125024519

Filing Summary: On July 2, 2025, Hewlett Packard Enterprise Company (HPE) completed the merger with Juniper Networks, Inc. and its subsidiary Jasmine Acquisition Sub, Inc., following the merger agreement announced on January 9, 2024. At the effective time of the merger, each share of Juniper Common Stock was converted into the right to receive $40.00 in cash. The merger resulted in Juniper becoming a wholly owned subsidiary of HPE. The total merger consideration paid to Juniper stockholders was approximately $13.4 billion, funded through a combination of cash, commercial paper, and borrowings from loan facilities. A settlement with the US Department of Justice was also reached regarding the merger, requiring HPE to divest its Instant On business and conduct an auction for the licensing of Juniper's Mist AIOps source code.

Form Type: S-8

Filing Date: 2025-07-02

Corporate Action: Merger

Type: New

Accession Number: 000114036125024591

Filing Summary: Hewlett Packard Enterprise Company is filing a Registration Statement on Form S-8 to register shares of common stock to be issued in accordance with various equity incentive plans related to the merger with Juniper Networks, Inc. that took place on July 2, 2025. Under the Merger Agreement, the equity awards outstanding under the Juniper Incentive Plans at the time of the merger were converted into equity awards of the parent company's common stock. Additionally, deferred compensation obligations under the Juniper Networks, Inc. Deferred Compensation Plan, which remain outstanding, will also be registered. This filing facilitates the issuance of the common stock that is to be issued upon the settlement of these converted awards and the registration of the deferred compensation obligations. The form indicates that certain regulatory and procedural requirements are being followed as required under the Securities Act of 1933 for such filings.

Form Type: 8-K

Filing Date: 2025-01-30

Corporate Action: Acquisition

Type: New

Accession Number: 000164559025000007

Filing Summary: On January 30, 2025, Hewlett Packard Enterprise Company (HPE) and Juniper Networks, Inc. (Juniper) issued a joint press release regarding the pending acquisition of Juniper by HPE. The press release outlines recent developments in the acquisition process, emphasizing potential growth opportunities and the integration of Juniper's business into HPE. It also includes forward-looking statements that highlight risks and uncertainties associated with the transaction, such as the litigation outcome and the ability to realize expected benefits from the merger. HPE has expressed its commitment to achieving successful integration and expects that the acquisition will enhance competitive performance and deliver customer benefits.